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Produced by Chad Sahley,the film portrays the smart yet gritty comedy of Boston, a veritable melting pot of people of very different backgrounds: the multi-ethnic working class and the hip, learned college crowd. In an interview for the film, Solimita commented that "Those two things right next to each other created an odd vibe - really smart people who also understand a dollar earned. The comedy just sort of percolated."

Along with its joyful 'insider' look at comedy (Solomita performed at the Ding Ho for 2 years in his youth), the film also explores the darker side of the scene. Cocaine, the glamor drug of choice of the 1980s, was a problem in the circles of performers and club owners. Equally bad was the cut-throat competition between the clubs themselves.

One of the film's most gripping sequences is the story of Steven Wright's appearance on The Tonight Show on 6 August 1982 [1]. Apparently, Carson was so impressed with Wright that he invited him to sit down on the couch, an occurrence almost unheard of for first time guests.[2] The event is presented as a boiling point; when the brash, rowdy, innovative Boston scene of the early 80s finally broke into the national spotlight.

The film features original footage from two of the Boston area's most renowned comedy clubs: The Comedy Connection in Quincy Market, and the club which operated at The Ding Ho in Inman Square in Cambridge. Some of this footage was obtained via one of the film's producers, Doug Miller, who worked for Channel 5 and frequented the comedy clubs with his camera. Still other footage from the era came courtesy of DJ Hazard.